0000949377-97-000047 Sample Contracts

DISTRIBUTION AGREEMENT CLASS B SHARES
Distribution Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Massachusetts
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CUSTODIAN CONTRACT Between PHOENIX TOTAL RETURN FUND, INC. and STATE STREET BANK AND TRUST COMPANY
Custodian Contract • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • London
Exhibit 9.2b
Agency and Service Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Connecticut
Exhibit 9.1a
Financial Agent Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Massachusetts
Exhibit 6.2
Phoenix Strategic Allocation Fund Inc • April 24th, 1997 • Connecticut
WITNESSETH:
Phoenix Strategic Allocation Fund Inc • April 24th, 1997

AMENDMENT dated October 24, 1991, of a certain Custodian Agreement dated March 10, 1988, (the "Custodian Agreement") between Phoenix Total Return Fund, Inc. (the "Fund") and State Street Bank and Trust Company (the "Custodian").

Exhibit 5.2
Management Agreement • April 24th, 1997 • Phoenix Strategic Allocation Fund Inc • Massachusetts
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